Capital Corp Clause Samples

POPULAR SAMPLE Copied 2 times
Capital Corp stating that you want to cancel your purchase. You must send the notice before midnight on the second business day after you sign the agreement to purchase the securities. You can send the notice by fax or email or deliver it in person to V.W.
Capital Corp s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Executive Vice President UGS Corp. UGS Corp. /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Executive Vice President Optionee /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ --------------------------- Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Rollover Class L Option Agreement SCHEDULE A VESTING SCHEDULE Total number of Option Shares: 2,444.00 25%Shares are exercisable on or after the grant of the Option; an additional 37.5% Shares are exercisable on and after the one year anniversary of the date of the Option; and an additional 37.5% Shares are exercisable on and after the two year anniversary of the date of the Option. SCHEDULE B CONDITIONAL DEFERRED CASH AWARD Total amount of conditional deferred cash award: $198,000.00 UGS CAPITAL CORP. AND UGS CAPITAL CORP. II 2004 MANAGEMENT INCENTIVE PLAN THIS AWARD AND ANY SECURITIES ISSUED UPON EXERCISE OF THIS OPTION ARE SUBJECT TO RESTRICTIONS ON VOTING AND TRANSFER AND REQUIREMENTS OF SALE AND OTHER PROVISIONS AS SET FORTH IN THE STOCKHOLDERS AGREEMENT AMONG UGS CAPITAL CORP., UGS CAPITAL CORP. II, UGS HOLDINGS, INC., UGS CORP. AND CERTAIN STOCKHOLDERS OF UGS CAPITAL CORP. AND UGS CAPITAL CORP. II, DATED AS OF MAY 24, 2004 (THE "STOCKHOLDERS AGREEMENT"). UGS CAPITAL CORP. II STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. THANK YOU. UGS CAPITAL CORP. II NON-QUALIFIED ROLL-OVER OPTION AND CONDITIONAL DEFERRED CASH AWARD AGREEMENT This Agreement evidences a stock option granted by UGS Capital Corp. II, a Delaware corporation (the "Company") and a deferred cash award conditionally payable by UGS Corp., a Delaware corporation and an indirect subsidiary of the Company ("UGS Corp."), to the undersigned (the "Optionee"), pursuant to, and subject to the terms of, the UGS Capital Corp. and UGS Capital Corp. II 2004 Management Incentive Plan (the "Plan"), which is incorporated herein by reference and of which the Optionee hereby acknowledges receipt.
Capital Corp. Address: ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ - ▇▇▇▇ ▇▇▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ They are called exempt market securities because two parts of securities law do not apply to them. If an issuer wants to sell exempt market securities to you: • the issuer does not have to give you a prospectus (a document that describes the investment in detail and gives you some legal protections), and • the securities do not have to be sold by an investment dealer registered with a securities regulatory authority or regulator. There are restrictions on your ability to resell exempt market securities. Exempt market securities are more risky than other securities. Read the offering memorandum carefully because it has important information about the issuer and its securities. Keep the offering memorandum because you have rights based on it. Talk to a lawyer for details about these rights. You will not get professional advice about whether the investment is suitable for you. But you can still seek that advice from a registered adviser or registered dealer. In Alberta, Manitoba, Northwest Territories, Nunavut, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island, Québec, Saskatchewan and Yukon to qualify as an eligible investor, you may be required to obtain that advice. The securities you are buying are not listed on any stock exchange, and they may never be listed. You may never be able to sell these securities. A non-reporting issuer does not have to publish financial information or notify the public of changes in its business. You will not receive ongoing information about this issuer. For more information on the exempt market, call your local securities regulatory authority or regulator. Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Toll free: ▇-▇▇▇-▇▇▇-▇▇▇▇ Website: ▇▇▇.▇▇▇▇.▇▇.▇▇ Name of Issuer: V.W.R. CAPITAL CORP. Name of Seller: V.W.R. CAPITAL CORP. I acknowledge that: • the person selling me these securities is not registered with a securities regulatory authority and is prohibited from telling me that this investment is suitable for me; • the person selling me these securities does not act for me; • this is a risky investment and I could lose all my money; and • I am investing entirely at my own risk. Date Signature of Purchaser Print name of Purchaser Name of salesperson acting on behalf of seller Sign two copies of this document. Keep one copy for your records. National Instrument 45-106 Prospectus and Registration Exemptions may require you to sign an additional risk acknowledgement form. If you want advice abou...
Capital Corp hereby agrees and acknowleges ---------------- that it shall have no rights with respect to the proceeds from the issuance and sale of the Notes, the Accounts or the funds therein, the Isle-Black Hawk and the property on which the Isle-Black Hawk is located or to make Requests, direct investments, make any claims, propose any Contract or budget or other amendments, or otherwise take any action hereunder, or receive notice with respect to any of the foregoing or any other provision contained herein. Any such rights are hereby waived, and Capital Corp. hereby irrevocably appoints the Company as Capital Corp.'s attorney-in-fact to take any action otherwise required hereunder, which appointment is coupled with an interest, with full authority in the place and stead of Capital Corp. and in the name of Capital Corp. or otherwise, and the Company hereby irrevocably acepts.
Capital Corp. The Company is a capital pool company (within the meaning of the policies of the TSXV) incorporated under the OBCA on December 10, 2021. It is a reporting issuer in the provinces of British Columbia, Alberta, Ontario, New Brunswick and Nova Scotia, with its registered and head office located in Toronto, Ontario. The Company has no commercial operations and no assets other than cash. This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward- looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends" "expects" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning the Qualifying Transaction (including the Name Change, the Consolidation and the Meeting). Forward-looking statements are inherently uncertain, and the actual performance may be affected by a number of material factors, assumptions and expectations, many of which
Capital Corp s authorized capital stock consists of _______________ shares of common stock, all of which have been duly authorized and validly issued, are fully paid and nonassessable, and, based solely on our review of Capital Corp.'s stock records, are owned of record by the Company indicated as the owner of such shares on Schedule ___ to the Pledge Agreement.
Capital Corp. PLEDGED DEBT ---------------------- NONE SCHEDULE 2 FILINGS AND REGISTRATIONS
Capital Corp agrees to pay Subservicer the fees established by Subservicer from time to time for services rendered pursuant to this Agreement. The current fee schedule is attached to this Agreement as Schedule A. Increases or decreases in such schedule may be made from time to time; provided however, that Capital Corp. shall be given 60 days written notice prior to the effective date of any change in the fee schedule. Such effective date shall be the beginning of a calendar quarter (April 1, July 1, October 1, January 1). Statements for services rendered will be provided on a monthly basis and are payable upon receipt.
Capital Corp. The Beacon Group Gold▇▇▇, ▇▇ch▇ ▇▇▇ital Partners The Crossroads Group* Harbourton Corporation Torch Energy Finance Harvest Fund Partnership, LP Trust Company of the West Highgate Holdings Union Bank of California Hunt ▇▇▇ancial Corporation Warburg Pincus ING Barings Yorktown Partners, LLC John ▇▇▇c▇▇▇ ▇▇▇ual Life Insurance Company John▇▇▇▇ & ▇lei▇ * To be addressed later. 6 Amendment to Financial Advisory Fee Agreement This Amendment is made and entered into as of this 10th day of June, 1999, by and among Probex Corporation, a Colorado corporation ("Probex"), Silver Lake Industries, Inc., a Texas corporation ("Silver Lake"), Brycap Investments, Inc., a Texas corporation ("Brycap") and Davi▇ ▇. ▇▇▇▇▇▇▇▇▇▇, ▇ Texas resident ("Scho▇▇▇▇▇▇").